Bauer Elizabeth A 4

4 · CSG SYSTEMS INTERNATIONAL INC · Filed May 18, 2026

AI-generated summary of this filing

Updated May 19, 2026

CSG Systems (CSGS) EVP Elizabeth Bauer Sells 101,859 Shares

What Happened

Elizabeth A. Bauer, EVP & Chief Experience Officer of CSG Systems (CSGS), had 101,859 shares converted into cash at $80.70 per share on May 14, 2026, for proceeds of $8,220,021 (Disposition to the issuer under the merger). This was not an open-market sale but a cash-out under the company’s merger agreement.

Key Details

Transaction date and price: May 14, 2026 — 101,859 shares @ $80.70 = $8,220,021.
Filing date: Form 4 filed May 18, 2026 (transaction reported 4 days after the event; Form 4s are typically due within two business days).
Nature of transaction: Disposition to the issuer in connection with the Agreement and Plan of Merger (CSG was acquired by NEC/merger sub).
Included awards: The amount includes 20,225 restricted stock awards (RSAs) and 17,484 performance-based restricted stock awards (PSAs). Per the filing, each share and unvested RSA/PSA was converted into the right to receive $80.70 in cash, less applicable withholdings.
Treatment of unvested awards: Payments with respect to unvested RSAs/PSAs remain subject to vesting conditions on substantially the same terms as before the merger, except as rendered inoperative by the merger.

Context

This transaction reflects a merger cash-out (each share converted into cash per the merger agreement), not a discretionary open-market sale by the insider. It therefore reflects corporate action (the NEC acquisition) rather than a personal trading decision.

Form 4Exit

Period: 2026-05-14

EVP, Chief Experience Officer

Transactions

Disposition to Issuer
Common Stock
[F1][F2]
2026-05-14$80.70/sh−101,859$8,220,021→ 0 total

Footnotes (2)

[F1]On May 14, 2026, pursuant to that certain Agreement and Plan of Merger, dated as of October 29, 2025 (the "Merger Agreement"), by and among CSG Systems International, Inc. (the "Issuer"), NEC Corporation ("Parent") and Canvas Transaction Company, Inc., a direct or indirect wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, each share of Issuer common stock, par value $0.01 per share, each unvested share of restricted stock ("RSA") and each unvested share of performance-based restricted stock ("PSA") held by the Reporting Person immediately prior to the closing of the Merger was converted into the right to receive $80.70 in cash, without interest, less any applicable withholding taxes.
[F2]Includes 20,225 RSAs and 17,484 PSAs. Any payment with respect to unvested RSAs and PSAs, as applicable, will be subject to vesting conditions on substantially the same terms and conditions as applied to such awards immediately prior to the effective time of the Merger, except for terms rendered inoperative by reason of the Merger.

Signature

/s/ Andrea Matheny, attorney-in-fact|2026-05-18

1 file